BGC Group, Inc. — Director's Dealing 2015

Jul 21, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BGC Partners, Inc. (BGCP)
CIK: 0001094831
Period of Report: 2015-07-17

Reporting Person: DALTON JOHN H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-07-17	Class A Common Stock, par value $0.01 per share	M	10000	$8.86	Acquired	132751	Direct
2015-07-17	Class A Common Stock, par value $0.01 per share	F	9579	$9.25	Disposed	123172	Direct
2015-07-17	Class A Common Stock, par value $0.01 per share	G	421	—	Disposed	122751	Direct
2015-07-17	Class A Common Stock, par value $0.01 per share	G	421	—	Acquired	421	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-17	Stock Option (Right to Buy)	$8.86	M	10000	Disposed	2015-07-20	Class A Common Stock, par value $0.01 per share (10000)	Direct

Footnotes

F1: Includes 5,476 shares of Class A Common Stock represented by 5,476 restricted stock units ("RSUs") granted under the BGC Partners, Inc. Sixth Amended and Restated Long Term Incentive Plan. Each RSU represents a contingent right to receive one share of Class A Common Stock. Of the 5,476 RSUs, 2,738 RSUs will vest on June 2, 2016 and 2,738 RSUs will vest on June 2, 2017, provided in each case that the reporting person continues to serve as a member of the Board of Directors on such date.

F2: Reflects 9,579 shares of Class A Common Stock withheld by the Issuer at the fair market value of $9.25 per share on the date of exercise to pay the exercise price for the 10,000 options exercised by the reporting person.

F3: Reflects a gift of shares of Class A Common Stock by the reporting person to a trust for the benefit of the reporting person's family.